Taylor v Stav Investments Pty Ltd as trustee for the Stav Investments Family Trust; Taylor v LK Group Investments Pty Ltd

The case of *Taylor v Stav Investments Pty Ltd as trustee for the Stav Investments Family Trust; Taylor v LK Group Investments Pty Ltd* was heard in the Court of Appeal of New South Wales. The dispute concerned claims for damages arising from alleged misleading or deceptive conduct and breaches of contractual warranties in relation to the ownership or control of intellectual property. The appellants, the Taylors, sought to recover losses allegedly incurred due to representations made by the respondents concerning the intellectual property.

The primary legal issues before the Court of Appeal were: (1) whether the respondents engaged in misleading or deceptive conduct in contravention of the Australian Consumer Law; (2) whether certain contractual warranties constituted representations as to future matters; (3) the proper assessment of damages, particularly in a "no transaction" case where the court must determine whether the parties would have entered into the transaction had the true position been known; and (4) the apportionment of damages, specifically whether a corporation was a concurrent wrongdoer where contractual warranties were provided jointly and severally by the corporation and its directors.

The Court of Appeal considered the adequacy of the reasons provided by the trial judge in determining the "no transaction" scenario and the application of expert evidence on damages, including the correctness of assumptions made by the expert regarding the company's status as a going concern. The court also examined the interplay between contractual warranties and representations about future matters, and the principles of apportionment of damages in circumstances involving multiple wrongdoers.

The appeals were allowed in part, with the orders of the primary judge being varied to reduce the quantum of damages awarded. The variations involved replacing a significant sum with a substantially smaller amount, reflecting an 80 per cent apportionment of a calculated figure. The cross-appeals were dismissed. The parties were directed to provide agreed minutes of order or written submissions regarding the costs of the appeals, cross-appeals, and the costs order made below.